Kolmar Family Management Dispute Nears Resolution?... Yoon Yewon and Lee Seunghwa to Decide on Co-CEO System Tomorrow

Kolmar BNH Board Meeting Scheduled for October 14
Share Return Lawsuit on the 23rd, Kolmar Holdings Shareholders’ Meeting on the 29th

Kolmar BNH, which has been embroiled in a management rights dispute between siblings, will hold a board meeting on October 14 to discuss transitioning from the current sole CEO system under Yoon Yewon to a co-CEO system with both Yoon Yewon and Lee Seunghwa. Attention is focused on whether the conflict over Kolmar BNH’s management rights-between Kolmar Holdings Vice Chairman Yoon Sanghyun and the alliance of Kolmar Holdings Chairman Yoon Donghan and CEO Yoon Yewon-will be resolved.

According to the cosmetics industry on October 13, Kolmar BNH plans to hold a board meeting at its Seocho-dong office in Seoul on October 14 to discuss appointing Lee Seunghwa, former Vice President of CJ CheilJedang, who was named an inside director last month, as a new CEO alongside Yoon Yewon, and to transition to a co-CEO system. The board is also expected to discuss a variety of other agenda items in addition to the shift to the co-CEO system.

Yoon Donghan, Chairman of Kolmar Holdings; Yoon Sanghyun, Vice Chairman of Kolmar Holdings; Yoon Yewon, President of Kolmar BNH.

A Kolmar Holdings official stated, "We cannot confirm anything before the board meeting," and added, "The transition to a co-CEO system has not been decided, as it is a matter for the board to determine." Since January of last year, CEO Yoon Yewon has been serving as the sole CEO of Kolmar BNH.

Vice Chairman Yoon Sanghyun initially pushed to appoint professional managers to improve Kolmar BNH’s performance, successfully passing a motion at last month’s extraordinary shareholders’ meeting to appoint both himself and Lee Seunghwa as inside directors. This was based on the assessment that both the company’s performance and stock price had been poor under Yoon Yewon’s leadership. However, as his father, Chairman Yoon Donghan, also became directly involved and entered into a legal battle alongside his younger sister, CEO Yoon Yewon, Yoon Sanghyun acknowledged the increased burden and expressed his intention to seek an amicable settlement with his father.

The board consists of three members from the alliance of Chairman Yoon Donghan and CEO Yoon Yewon (Yoon Yewon, Cho Youngjoo, and Yoon Donghan), and five members from Vice Chairman Yoon Sanghyun’s side (Yoon Sanghyun, Lee Seunghwa, Oh Sangmin, So Jinsu, and Kim HyunjunH). Vice Chairman Yoon Sanghyun’s side has two more members than the alliance.

Industry observers believe that if the co-CEO system, which includes representatives from both sides, is approved by the board, the management rights dispute will effectively come to an end. At the extraordinary shareholders’ meeting held on September 26, the motion to appoint Yoon Sanghyun and Lee Seunghwa as inside directors was smoothly passed, creating an atmosphere of reconciliation. Chairman Yoon Donghan, who had sought to block the meeting, withdrew several lawsuits-including an injunction to suspend the validity of the shareholders’ meeting resolution and the appointment of an inspector-on September 25, the day before the meeting.

As a result, the lawsuit filed by Chairman Yoon Donghan against his eldest son for the return of shares, as well as the extraordinary shareholders’ meeting of Kolmar Holdings scheduled for November 29, are expected to be key turning points in this management rights dispute. In May, Chairman Yoon Donghan filed a civil lawsuit against Vice Chairman Yoon Sanghyun to cancel the 2019 gift contract for 14% (4.6 million shares) of the company’s stock and to demand their return.

Chairman Yoon Donghan claims that his eldest son violated the "management agreement" signed in 2018 at the time of the share transfer by interfering in the management of Kolmar BNH. The tripartite agreement signed at the time by Chairman Yoon Donghan, CEO Yoon Yewon, and Vice Chairman Yoon Sanghyun stipulated that the vice chairman (Kolmar Holdings) and the CEO (Kolmar BNH) would each manage their respective companies independently, and that the share transfer was contingent on this arrangement. The hearing is scheduled for October 23.

As for the extraordinary shareholders’ meeting of Kolmar Holdings, the company plans to announce the closure of the shareholder registry this week and, as scheduled, address the agenda item proposed by Chairman Yoon Donghan to appoint additional inside directors. The candidates for inside director are: Yoon Donghan, Chairman of Kolmar Holdings; Yoon Yewon, CEO of Kolmar BNH; Kim Chibong, former CEO of Kolmar BNH; Yoo Chayoung, CEO of Kolmask; Kim Byungmook, former CEO of Kolmar BNH; Yoo Jeongcheol, Vice President of Kolmar BNH; Cho Youngjoo, Executive Director of Kolmar BNH; and Choi Minhan, Managing Director of Kolmar BNH. The candidates for outside director include Park Jungchan, Visiting Professor at Korea University Graduate School of Media, and Kwon Youngsang, Attorney at Kimjangri Law Firm, among a total of ten nominees.

This content was produced with the assistance of AI translation services.